Reg Assistance
CIPC beneficial ownership filing, prepared for you
Every company in South Africa has to declare the people who ultimately own or control it. Since 1 July 2024, an outstanding declaration also blocks your annual return. Create a free account and we'll prepare the filing.
Takes under a minute. Fixed fee. No subscription.
- Fixed fees, no subscriptions
- No queues or office visits
- Based in Centurion, Pretoria
- Independent provider, not part of CIPC
What is beneficial ownership?
Beneficial ownership is the question of who really owns or controls a company, as opposed to whose name is on the share certificate. Since 24 May 2023, South African companies have to declare those people to CIPC.
The declaration is made up of the individuals who ultimately own or control the company and the company's securities register. It applies to every company, including small private companies and one-person companies.
Who counts as a beneficial owner?
A beneficial owner is a natural person who, directly or indirectly, ultimately owns 5% or more of the company, or who exercises effective control over it. Effective control can come from voting rights, or from the power to appoint or remove most of the directors, so someone with a small shareholding can still count.
Where shares are held through another company or a trust, you look through the structure to the individuals behind it. The company or trust itself is not listed.
Does this person count as a beneficial owner?
A quick indicative check, one person at a time.
When do you need to file or update it?
New companies: within 10 business days of incorporation.
Any change: within 10 business days of a change in who the beneficial owners are, or in what they hold, such as a share transfer or a new shareholder.
Every year: the declaration needs to be current when you lodge your annual return.
Why it blocks your annual return
Since 1 July 2024, CIPC will not accept an annual return for a company whose beneficial ownership filing is outstanding. If you try to lodge one, it is refused until the declaration is in order.
That is why many directors first find out about beneficial ownership when their annual return is turned back. Our annual returns guide covers the deadline in full.
What CIPC needs for the filing
- ✓ Full name and ID number of each beneficial owner
- ✓ The percentage each person holds and the date they became a beneficial owner
- ✓ A certified ID copy for each person, or a passport for non-residents
- ✓ Your securities register or a share certificate extract
- ✓ Your Memorandum of Incorporation, if control is allocated differently from shareholding
- ✓ An ownership chart where shares sit behind other companies or trusts
If a beneficial owner is not a South African resident, CIPC has to verify their details before they can be declared, so allow extra time.
Affected companies and securities registers
Every company files its securities register. An affected company, which in short means a public company, a state-owned company, or a private company where more than 10% of the securities changed hands in the last 24 months, files a beneficial interest register as well. We work out which applies to you before we file.
See your price in under a minute
Create a free account, choose beneficial ownership and tell us about your shareholders.
What happens if you don't file?
CIPC can issue a compliance notice and an administrative penalty. Your annual return is blocked, the company can be barred from transacting with CIPC, and a company that stays out of compliance can be referred for deregistration.
Common mistakes
- Listing only the shareholders. The declaration is about the people who ultimately own or control the company.
- Missing effective control. Someone with under 5% of the shares can still be a beneficial owner.
- Stopping at a holding company or trust. You need the individuals behind it.
- Not updating after a change. A share transfer or new shareholder starts a 10-business-day clock.
- Treating it as a once-off. It has to stay current from year to year.
How Reg Assistance prepares your filing
- 1
Create your free account
It takes under a minute, and your price appears straight away.
- 2
Request your beneficial ownership filing
Tell us about the company and its shareholders, including any companies or trusts in the structure.
- 3
We work out who needs to be declared
We apply the 5% and effective control tests to your structure and prepare the filing. If we need sensitive items such as CIPC login details, we send you a secure form by email. We don't store them in the portal.
- 4
We file it and you track it
Follow the status in your portal. Once it is in order, your annual return can follow.
Filing it yourself vs. with Reg Assistance
| On your own | With Reg Assistance | |
|---|---|---|
| Who to declare | You apply the 5% and control tests yourself | We apply them to your structure |
| Layered structures | You trace each holding company or trust | We look through to the individuals |
| Documents | You gather and certify everything | We tell you exactly what is needed |
| Annual return | You find out it is blocked when it is refused | We check the declaration first |
| Cost | Your time | A fixed fee, visible free when you sign up |
Frequently asked questions
What is a beneficial ownership filing?
It is a declaration to CIPC of the natural persons who ultimately own or control a company, together with the company's securities register. It has been a mandatory filing for South African companies since 24 May 2023.
Who has to file beneficial ownership?
Companies must file it. That includes small private companies and one-person companies. If you are the only shareholder, you are the beneficial owner and your details go on the declaration.
Who counts as a beneficial owner?
A natural person who, directly or indirectly, ultimately owns 5% or more of the company, or who exercises effective control over it. A person can control a company through voting rights or the power to appoint or remove most of its directors even if they hold less than 5% of the shares.
When do I need to file or update it?
A new company files within 10 business days of incorporation. Any change in who the beneficial owners are, or in what they hold, is filed within 10 business days of the change. The declaration also needs to be current when you lodge your annual return.
Why can't I file my annual return?
Since 1 July 2024, CIPC will not accept an annual return for a company whose beneficial ownership filing is outstanding. Bring the declaration up to date first, then lodge the return.
What if a shareholder is a company or a trust?
A company or trust is not listed as the beneficial owner. You look through the structure to the natural persons behind it, such as the people who ultimately hold 5% or more or who control it, and declare them.
What is an affected company?
In short, a public company, a state-owned company, or a private company where more than 10% of the securities changed hands in the last 24 months. Affected companies file a beneficial interest register. Other companies file their securities register, which includes the beneficial owner information.
What happens if I don't file?
CIPC can issue a compliance notice and an administrative penalty, block your annual return, bar the company from transacting with CIPC, and refer it for deregistration if the problem continues.
Is Reg Assistance part of CIPC?
No. Reg Assistance is an independent private service provider based in Centurion, Pretoria. We are not affiliated with CIPC or any government body. We prepare and submit applications to CIPC on behalf of our clients.
Get your declaration in order
Create a free account, see your price and have your beneficial ownership prepared correctly.